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NewMarket (NEU) CEO Thomas E. Gottwald gifts 3,600 company shares

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

NewMarket Corp director and CEO Thomas E. Gottwald reported a series of bona fide gifts of the company’s common stock. On February 18, 2026, filings show gift transfers totaling 3,600 shares, covering both directly held shares and shares held indirectly through his wife and multiple grandchild trusts.

The report also lists indirect holdings such as 39,920.94 shares in the NewMarket Savings Plan and 143,837 shares in a 2025 GRAT. A footnote states that on February 11, 2026, 81,163 shares were transferred out of the 2025 GRAT as an annuity payment to his directly held account.

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SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
GOTTWALD THOMAS E

(Last) (First) (Middle)
330 SOUTH FOURTH STREET

(Street)
RICHMOND VA 23219

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
NEWMARKET CORP [ NEU ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
Chairman, President & CEO
3. Date of Earliest Transaction (Month/Day/Year)
02/18/2026
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 02/18/2026 G 60 A $0 119,455(1) D
Common Stock 02/18/2026 G 1,320 D $0 118,135 D
Common Stock 02/18/2026 G 60 A $0 5,147 I Shares held by wife
Common Stock 02/18/2026 G 120 A $0 2,436 I Shares held as trustee for grandchild (trust 1)
Common Stock 02/18/2026 G 120 A $0 1,988 I Shares held as trustee for grandchild (trust 2)
Common Stock 02/18/2026 G 150 A $0 1,830 I Shares held as trustee for grandchild (trust 3)
Common Stock 02/18/2026 G 120 A $0 1,678 I Shares held as trustee for grandchild (trust 4)
Common Stock 02/18/2026 G 150 A $0 1,436 I Shares held as trustee for grandchild (trust 5)
Common Stock 02/18/2026 G 180 A $0 1,186 I Shares held as trustee for grandchild (trust 6)
Common Stock 02/18/2026 G 180 A $0 1,164 I Shares held as trustee for grandchild (trust 7)
Common Stock 02/18/2026 G 180 A $0 807 I Shares held as trustee for grandchild (trust 8)
Common Stock 02/18/2026 G 180 A $0 618 I Shares held as trustee for grandchild (trust 9)
Common Stock 02/18/2026 G 120 A $0 522 I Shares held as trustee for grandchild (trust 10)
Common Stock 02/18/2026 G 180 A $0 363 I Shares held as trustee for grandchild (trust 11)
Common Stock 02/18/2026 G 180 A $0 378 I Shares held as trustee for grandchild (trust 12)
Common Stock 02/18/2026 G 180 A $0 363 I Shares held as trustee for grandchild (trust 13)
Common Stock 39,920.94 I NewMarket Savings Plan
Common Stock 46,407 I Shares held as co-trustee fbo (among others reporting Floyd D. Gottwald)
Common Stock 6,889 I Shares held as co-trustee fbo children dtd. 12/16/1991
Common Stock 143,837(1) I 2025 GRAT
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. On February 11, 2026, 81,163 shares of the Company's common stock were transferred out of the 2025 GRAT as an annuity payment to the reporting person's directly held account.
/s/ Anne-Marie Anderson, (by Power of Attorney for Thomas E. Gottwald) 02/20/2026
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transaction did NEWMARKET CORP (NEU) report for Thomas E. Gottwald?

NEWMARKET CORP reported that Thomas E. Gottwald made a series of bona fide gifts of common stock. On February 18, 2026, Form 4 shows multiple gift transfers of directly held shares and indirectly held shares through family and trust accounts.

How many NewMarket (NEU) shares did Thomas E. Gottwald gift in this Form 4?

The Form 4 aggregates gift transfers totaling 3,600 shares of NewMarket common stock. These include 1,380 directly held shares and 2,220 shares held indirectly through his wife and various trusts established for grandchildren.

Were Thomas E. Gottwald’s NewMarket (NEU) transactions open‑market sales or gifts?

The reported transactions were bona fide gifts, not open‑market sales. Each entry carries transaction code G, described as a gift transfer, with a reported price of $0.0000 per share, indicating no sale proceeds were received.

What indirect NewMarket (NEU) holdings are reported for Thomas E. Gottwald?

Indirect holdings include 39,920.94 shares in the NewMarket Savings Plan and 143,837 shares in a 2025 GRAT. Additional indirect positions are shown in trusts where he serves as trustee or co‑trustee for family members, including children and grandchildren.

What does the footnote about the 2025 GRAT in the NewMarket (NEU) Form 4 explain?

The footnote explains that on February 11, 2026, 81,163 NewMarket common shares were transferred out of the 2025 GRAT. Those shares moved as an annuity payment into Thomas E. Gottwald’s directly held account, changing how the shares are reported without indicating a sale.

Does the NewMarket (NEU) Form 4 show any insider purchases or sales for Thomas E. Gottwald?

The summary data shows no insider purchases or sales. It reports 16 disposal transactions classified as gifts and additional holding entries with unknown codes, indicating position reporting rather than conventional market buy or sell activity.
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